Bond Montreal Bank 10.2% ( US06367WAH60 ) in USD

Issuer Montreal Bank
Market price 100 %  ▲ 
Country  Canada
ISIN code  US06367WAH60 ( in USD )
Interest rate 10.2% per year ( payment 2 times a year)
Maturity 31/08/2021 - Bond has expired



Prospectus brochure of the bond Bank of Montreal US06367WAH60 in USD 10.2%, expired


Minimal amount 1 000 USD
Total amount 317 000 USD
Cusip 06367WAH6
Standard & Poor's ( S&P ) rating N/A
Moody's rating N/A
Detailed description Bank of Montreal (BMO) is a major Canadian multinational bank offering a wide range of financial services including personal and commercial banking, wealth management, and investment banking, operating across North America and internationally.

Bank of Montreal's USD 10.2% bond (CUSIP: 06367WAH6, ISIN: US06367WAH60), a CAD-issued $317,000 offering with a $1,000 minimum purchase, matured on August 31, 2021, and has been redeemed at 100% of face value.







424B2 1 j830180424b2.htm ARC 411
Registration Statement No. 333-217200
Filed Pursuant to Rule 424(b)(2)




Pricing Supplement dated August 29, 2018 to the Prospectus dated April 27, 2017,
the Prospectus Supplement dated April 27, 2017 and the Product Supplement dated May 1, 2017







US$317,000
Senior Medium-Term Notes, Series D
Autocallable Cash-Settled Notes with Conditional Interest Payments due August 31, 2021
Linked to the Lesser Performing of the SPDR® S&P®
Oil & Gas Exploration & Production ETF and the VanEck VectorsTM Gold Miners ETF

·
This pricing supplement relates an offering of Autocallable Cash-Settled Notes with Conditional Interest Payments linked to the Lesser Performing of the
SPDR® S&P® Oil & Gas Exploration & Production ETF and the VanEck VectorsTM Gold Miners ETF (the "Underlying Assets").

·
The notes are designed for investors who are seeking conditional interest payments equal to 2.55% of the principal amount per quarter, as well as a return of
principal if the Closing Level of each Underlying Asset on any Call Date beginning on February 25, 2019 is greater than or equal to 100% of its Initial Level
(the "Call Level"). Investors should be willing to have their notes automatically redeemed prior to maturity and be willing to lose some or all of their principal
at maturity.

·
The notes will bear interest at a rate equal to 2.55% of the principal amount per quarter ($25.50 per $1,000 in principal amount or 10.20% per annum) if the
price of each Underlying Asset is greater than or equal to its Coupon Barrier Level as of the applicable quarterly Observation Date. Any interest will be
payable on the final business day of each quarter, beginning on November 30, 2018, and until the maturity date, subject to the automatic redemption feature.

·
If on any Call Date beginning on February 25, 2019, the Closing Level of each Underlying Asset is greater than or equal to its Call Level, the notes will be
automatically called. On the applicable Call Settlement Date, for each $1,000 principal amount, investors will receive the principal amount plus the applicable
interest payment.

·
The notes do not guarantee any return of principal at maturity. Instead, if the notes are not automatically called, the payment at maturity will be based on the
Final Level of each Underlying Asset and whether the Closing Level of that Underlying Asset has declined from its Initial Level below its Trigger Level on the
Valuation Date (a "Trigger Event"), as described below.

·
If the notes are not automatically redeemed, and a Trigger Event occurs with respect to any Underlying Asset, investors will be subject to one-for-one loss of
the principal amount of the notes for any percentage decrease in the Lesser Performing Underlying Asset from its Initial Level to its Final Level. In such a case,
you will receive a cash amount at maturity that is less than the principal amount.

·
The notes will not be listed on any securities exchange.

·
All payments on the notes are subject to the credit risk of Bank of Montreal.

·
The offering priced on August 29, 2018, and the notes will settle through the facilities of The Depository Trust Company on August 31, 2018.

·
The notes are scheduled to mature on August 31, 2021.

·
The notes will be issued in minimum denominations of $1,000 and integral multiples of $1,000.

·
Our subsidiary, BMO Capital Markets Corp. ("BMOCM"), is the agent for this offering. See "Supplemental Plan of Distribution (Conflicts of Interest)" below.

Coupon Barrier
Levels and
Autocallable
Trigger Levels
Proceeds to
Note
Ticker
Initial
(% of the
Principal
Price to
Agent's
Bank of
Number
Underlying Assets
Symbols
Levels
Initial Levels)
CUSIP
Amount
Public(1) Commission(1)
Montreal
ARC 411
SPDR® S&P®
XOP
$42.39
68.50%
06367WAH6 $317,000
100.00%
3.00%
97.00%
Oil & Gas Exploration & Production





ETF and VanEck VectorsTM Gold
GDX
$18.99
68.50%
US$9,510
US$307,490
Miners ETF
(1) Certain dealers who purchase the notes for sale to certain fee-based advisory accounts may forego some or all of their selling concessions, fees or commissions. The public offering price for investors
purchasing the notes in these accounts may be between $970 and $1,000 per $1,000 in principal amount.
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Investing in the notes involves risks, including those described in the "Selected Risk Considerations" section beginning on page P-4 of this pricing supplement,
the "Additional Risk Factors Relating to the Notes" section beginning on page PS-5 of the product supplement, and the "Risk Factors" sections beginning on
page S-1 of the prospectus supplement and on page 8 of the prospectus.
Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of the notes or passed upon the
accuracy of this pricing supplement, the product supplement, the prospectus supplement or the prospectus. Any representation to the contrary is a criminal
offense.
The notes will be our unsecured obligations and will not be savings accounts or deposits that are insured by the United States Federal Deposit Insurance Corporation, the Deposit
Insurance Fund, the Canada Deposit Insurance Corporation or any other governmental agency or instrumentality or other entity.
On the date of this pricing supplement, based on the terms set forth above, the estimated initial value of the notes is $952.40 per $1,000 in principal amount. As discussed in more
detail in this pricing supplement, the actual value of the notes at any time will reflect many factors and cannot be predicted with accuracy.
BMO CAPITAL MARKETS







Key Terms of the Notes:

Underlying Assets:
The SPDR® S&P® Oil & Gas Exploration & Production ETF (ticker symbol: XOP) and the VanEck
VectorsTM Gold Miners ETF (ticker symbol: GDX). See the section below entitled "The Underlying Assets"
for additional information about the Underlying Assets.


Conditional Coupon:
If the Closing Level of each Underlying Asset is greater than or equal to its respective Coupon Barrier Level as
of the applicable quarterly Observation Date, investors will receive an interest payment for that quarter.
Holders of the notes may not receive any interest payments during the term of the notes.


Interest Rate:
2.55% of the principal amount per quarter, if payable, unless earlier redeemed. Accordingly, each interest
payment, if payable, will equal $25.50 for each $1,000 in principal amount per quarter.


Observation Dates:
The third scheduled trading day prior to the applicable interest payment date. Each Observation Date is subject
to postponement, as set forth in the product supplement in the section "General Terms of the Notes--Market
Disruption Events."


Interest Payment Dates:
Interest, if payable, will be paid on the last business day of each February, May, August and November
beginning on November 30, 2018, and until the maturity date, subject to the automatic redemption feature.


Automatic Redemption:
If, on any Call Date beginning on February 25, 2019, the Closing Level of each Underlying Asset is greater
than or equal to its Call Level, the notes will be automatically redeemed.


Payment upon Automatic
If the notes are automatically redeemed, then, on the applicable Call Settlement Date, for each $1,000 principal
Redemption:
amount, investors will receive the principal amount plus the applicable interest payment.


Call Dates:
The third (3rd) business day prior to a Call Settlement Date.


Call Settlement Dates:
Quarterly, beginning on February 28, 2019.


Payment at Maturity:
If the notes are not automatically redeemed, the payment at maturity for the notes is based on the performance
of the Underlying Assets. You will receive $1,000 for each $1,000 in principal amount of the note, unless a
Trigger Event has occurred with respect to any Underlying Asset.



If a Trigger Event has occurred with respect to any Underlying Asset, you will receive at maturity, for each
$1,000 in principal amount of your notes, a cash amount equal to:

$1,000 + [$1,000 x (Percentage Change of the Lesser Performing Underlying Asset)]

This amount will be less than the principal amount of your notes, and may be zero.

You will also receive the final interest payment at maturity, if payable.


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Trigger Event:
A Trigger Event will be deemed to occur with respect to an Underlying Asset if its Closing Level is less than
its Trigger Level on the Valuation Date.


Lesser Performing
The Underlying Asset that has the lowest Percentage Change.
Underlying Asset:


Percentage Changes:
With respect to each Underlying Asset,


Final Level - Initial Level

, expressed as a percentage

Initial Level

Initial Levels:
$18.99 with respect to the GDX and $42.39 with respect to the XOP, each of which was its Closing Level on
the Pricing Date.


Call Levels:
With respect to each Underlying Asset, 100% of its Initial Level.


Final Levels:
With respect to each Underlying Asset, its Closing Level on the Valuation Date.


Coupon Barrier Levels:
$13.01 with respect to the GDX and $29.04 with respect to the XOP, each of which is 68.50% of its Initial
Level.


Trigger Levels:
$13.01 with respect to the GDX and $29.04 with respect to the XOP, each of which is 68.50% of its Initial
Level.



P-2




Pricing Date:
August 29, 2018


Settlement Date:
August 31, 2018


Valuation Date:
August 26, 2021


Maturity Date:
August 31, 2021


Calculation Agent:
BMOCM


Selling Agent:
BMOCM



P-3



Additional Terms of the Notes

You should read this pricing supplement together with the product supplement dated May 1, 2017, the prospectus supplement dated April
27, 2017 and the prospectus dated April 27, 2017. This pricing supplement, together with the documents listed below, contains the terms of the
notes and supersedes all other prior or contemporaneous oral statements as well as any other written materials including preliminary or indicative
pricing terms, correspondence, trade ideas, structures for implementation, sample structures, fact sheets, brochures or other educational materials of
ours or the agent. You should carefully consider, among other things, the matters set forth in "Additional Risk Factors Relating to the Notes" in
the product supplement, as the notes involve risks not associated with conventional debt securities. We urge you to consult your investment, legal,
tax, accounting and other advisers before you invest in the notes.

You may access these documents on the SEC website at www.sec.gov as follows (or if such address has changed, by reviewing our filings
for the relevant date on the SEC website):
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·
Product supplement dated May 1, 2017:
https://www.sec.gov/Archives/edgar/data/927971/000121465917002863/p427170424b5.htm

·
Prospectus supplement dated April 27, 2017:
https://www.sec.gov/Archives/edgar/data/927971/000119312517142764/d381374d424b5.htm

·
Prospectus dated April 27, 2017:
https://www.sec.gov/Archives/edgar/data/927971/000119312517142728/d254784d424b2.htm

Our Central Index Key, or CIK, on the SEC website is 927971. As used in this pricing supplement, "we," "us" or "our" refers to Bank of
Montreal.


P-4



Selected Risk Considerations

An investment in the notes involves significant risks. Investing in the notes is not equivalent to investing directly in the Underlying Assets
or their components. These risks are explained in more detail in the "Additional Risk Factors Relating to the Notes" section of the product
supplement.

·
Your investment in the notes may result in a loss. -- The notes do not guarantee any return of principal. If the notes are not
automatically redeemed, the payment at maturity will be based on whether a Trigger Event has occurred with respect to any Underlying
Asset. If a Trigger Event has occurred with respect to any Underlying Asset, because the Final Level of any Underlying Asset is less than
its Initial Level, you will be subject to a one-for-one loss of the principal amount of the notes for any Percentage Change of the Lesser
Performing Underlying Asset from its Initial Level. In such a case, you will receive at maturity a cash payment that is less than the
principal amount of the notes and may be zero. Accordingly, you could lose up to the entire principal amount of your notes.

·
You may not receive any conditional interest payments with respect to your notes. -- If the Closing Level of either Underlying Asset
is less than or equal to its respective Coupon Barrier Level as of the applicable quarterly Observation Date, you will not receive a
quarterly interest payment on the applicable interest payment date. You may not receive any interest payments during the term of the
notes.

·
Your notes are subject to automatic early redemption. -- We will redeem the notes if the Closing Level of each Underlying Asset on
any Call Date specified above is greater than its Call Level. Following an automatic redemption, you will not receive any additional
conditional interest payments on the notes, and you may not be able to reinvest your proceeds in an investment with returns that are
comparable to the notes.

·
Your return on the notes is limited to the conditional interest payments, regardless of any appreciation in the value of any
Underlying Asset. -- You will not receive a payment at maturity with a value greater than your principal amount plus the final interest
payment, if payable. In addition, if the notes are automatically called, you will not receive a payment greater than the principal amount
plus the applicable conditional interest payment, even if the Final Level of an Underlying Asset exceeds its Call Level by a substantial
amount. Accordingly, your maximum return for each $1,000 in principal amount of the notes is equal to the 12 quarterly payments of
$25.50, or $306, a 30.60% return.

·
Your investment is subject to the credit risk of Bank of Montreal. -- Our credit ratings and credit spreads may adversely affect the
market value of the notes. Investors are dependent on our ability to pay all amounts due on the notes, and therefore investors are subject to
our credit risk and to changes in the market's view of our creditworthiness. Any decline in our credit ratings or increase in the credit
spreads charged by the market for taking our credit risk is likely to adversely affect the value of the notes.

·
Whether interest is payable on the notes, and your payment at maturity may be determined solely by reference to the Lesser
Performing Underlying Asset, even if the other Underlying Asset performs better. -- We will only make each interest payment on
the notes if the Closing Level of both Underlying Assets on the applicable Observation Date exceeds the applicable Coupon Barrier, even
if the price of the other Underlying Asset has increased significantly. Similarly, if a Trigger Event occurs with respect to any Underlying
Asset, your payment at maturity will be determined by reference to the performance of the Lesser Performing Underlying Asset. Even if
the other Underlying Asset has appreciated in value compared to its Initial Level, or has experienced a decline that is less than that of the
Lesser Performing Underlying Asset, your return at maturity will only be determined by reference to the performance of the Lesser
Performing Underlying Asset.
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·
The payments on the notes will be determined by reference to each Underlying Asset individually, not to a basket, and the
payments on the notes will be based on the performance of the Lesser Performing Underlying Asset. -- Whether each interest
payment is payable, and the payment at maturity if a Trigger Event occurs, will be determined only by reference to the performance of the
Lesser Performing Underlying Asset, regardless of the performance of the other Underlying Asset. The notes are not linked to a weighted
basket, in which the risk may be mitigated and diversified among each of the basket components. For example, in the case of notes linked
to a weighted basket, the return would depend on the weighted aggregate performance of the basket components reflected as the basket
return. As a result, the depreciation of one basket component could be mitigated by the appreciation of the other basket component, as
scaled by the weighting of that basket component. However, in the case of the notes, the individual performance of each Underlying Asset
would not be combined, and the depreciation of an Underlying Asset would not be mitigated by any appreciation of the other Underlying
Asset. Instead, your receipt of interest payments on the notes will depend on the price of both Underlying Assets on each Observation
Date, and your return at maturity will depend solely on the Final Level of the Lesser Performing Underlying Asset.


P-5



·
Potential conflicts. -- We and our affiliates play a variety of roles in connection with the issuance of the notes, including acting as
calculation agent. In performing these duties, the economic interests of the calculation agent and other affiliates of ours are potentially
adverse to your interests as an investor in the notes. We or one or more of our affiliates may also engage in trading securities held by an
Underlying Asset on a regular basis as part of our general broker-dealer and other businesses, for proprietary accounts, for other accounts
under management or to facilitate transactions for our customers. Any of these activities could adversely affect the price of an Underlying
Asset and, therefore, the market value of the notes. We or one or more of our affiliates may also issue or underwrite other securities or
financial or derivative instruments with returns linked or related to changes in the performance of the Underlying Assets. By introducing
competing products into the marketplace in this manner, we or one or more of our affiliates could adversely affect the market value of the
notes.

·
Our initial estimated value of the notes is lower than the price to public. -- Our initial estimated value of the notes is only an
estimate, and is based on a number of factors. The price to public of the notes exceeds our initial estimated value, because costs associated
with offering, structuring and hedging the notes are included in the price to public, but are not included in the estimated value. These costs
include the underwriting discount and selling concessions, the profits that we and our affiliates expect to realize for assuming the risks in
hedging our obligations under the notes and the estimated cost of hedging these obligations.

·
Our initial estimated value does not represent any future value of the notes, and may also differ from the estimated value of any
other party. -- Our initial estimated value of the notes as of the date of this pricing supplement is derived using our internal pricing
models. This value is based on market conditions and other relevant factors, which include volatility of the Underlying Assets, dividend
rates and interest rates. Different pricing models and assumptions could provide values for the notes that are greater than or less than our
initial estimated value. In addition, market conditions and other relevant factors after the Pricing Date are expected to change, possibly
rapidly, and our assumptions may prove to be incorrect. After the Pricing Date, the value of the notes could change dramatically due to
changes in market conditions, our creditworthiness, and the other factors set forth in this pricing supplement and the product supplement.
These changes are likely to impact the price, if any, at which we or BMOCM would be willing to purchase the notes from you in any
secondary market transactions. Our initial estimated value does not represent a minimum price at which we or our affiliates would be
willing to buy your notes in any secondary market at any time.

·
The terms of the notes were not determined by reference to the credit spreads for our conventional fixed-rate debt. -- To
determine the terms of the notes, we used an internal funding rate that represents a discount from the credit spreads for our conventional
fixed-rate debt. As a result, the terms of the notes are less favorable to you than if we had used a higher funding rate.

·
Certain costs are likely to adversely affect the value of the notes. -- Absent any changes in market conditions, any secondary market
prices of the notes will likely be lower than the price to public. This is because any secondary market prices will likely take into account
our then-current market credit spreads, and because any secondary market prices are likely to exclude all or a portion of the agent's
commission and the hedging profits and estimated hedging costs that are included in the price to public of the notes and that may be
reflected on your account statements. In addition, any such price is also likely to reflect a discount to account for costs associated with
establishing or unwinding any related hedge transaction, such as dealer discounts, mark-ups and other transaction costs. As a result, the
price, if any, at which BMOCM or any other party may be willing to purchase the notes from you in secondary market transactions, if at
all, will likely be lower than the price to public. Any sale that you make prior to the maturity date could result in a substantial loss to you.


P-6


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·
Owning the notes is not the same as owning shares of the applicable Underlying Asset or a security directly linked to the
applicable Underlying Asset. -- The return on your notes will not reflect the return you would realize if you actually owned shares of
the applicable Underlying Asset or a security directly linked to the performance of the applicable Underlying Asset and held that
investment for a similar period. Your notes may trade quite differently from the applicable Underlying Asset. Changes in the price of the
applicable Underlying Asset may not result in comparable changes in the market value of your notes. Even if the price of the applicable
Underlying Asset increases during the term of the notes, the market value of the notes prior to maturity may not increase to the same
extent. It is also possible for the market value of the notes to decrease while the price of the applicable Underlying Asset increases. In
addition, any dividends or other distributions paid on the applicable Underlying Asset will not be reflected in the amount payable on the
notes. The return on each of the notes may be less than the return on an investment in the applicable Underlying Asset.

·
You will not have any shareholder rights and will have no right to receive any shares of the applicable Underlying Asset at
maturity. -- Investing in your notes will not make you a holder of any shares of the applicable Underlying Asset or any securities held
by the applicable Underlying Asset. Neither you nor any other holder or owner of the notes will have any voting rights, any right to
receive dividends or other distributions, or any other rights with respect to the applicable Underlying Asset or such other securities.

·
Changes that affect the applicable Underlying Index will affect the market value of the notes and the amount you will receive at
maturity. -- The policies of the applicable index sponsor, S&P Dow Jones Indices LLC ("S&P") for the Underlying Index of the SPDR®
S&P® Oil & Gas Exploration & Production ETF, and NYSE Arca for the Underlying Index of the VanEck VectorsTM Gold Miners ETF,
concerning the calculation of the applicable Underlying Index, additions, deletions or substitutions of the components of the applicable
Underlying Index and the manner in which changes affecting those components, such as stock dividends, reorganizations or mergers, may
be reflected in the applicable Underlying Index and, therefore, could affect the share price of the applicable Underlying Asset, the amount
payable on the notes at maturity, and the market value of the notes prior to maturity. The amount payable on the notes and their market
value could also be affected if the applicable index sponsor changes these policies, for example, by changing the manner in which it
calculates the applicable Underlying Index, or if the applicable index sponsor discontinues or suspends the calculation or publication of the
applicable Underlying Index.

·
We have no affiliation with the index sponsor of the applicable Underlying Index and will not be responsible for its actions. -- The
sponsor of the applicable Underlying Index is not our affiliate and will not be involved in the offering of the notes in any way.
Consequently, we have no control over the actions of the index sponsor of the applicable Underlying Index, including any actions of the
type that would require the calculation agent to adjust the payment to you at maturity. The index sponsors have no obligation of any sort
with respect to the notes. Thus, the applicable index sponsor has no obligation to take your interests into consideration for any reason,
including in taking any actions that might affect the value of the notes. None of our proceeds from the issuance of the notes will be
delivered to the index sponsor of the applicable Underlying Index.

·
Adjustments to the applicable Underlying Asset could adversely affect the notes. -- The sponsor and advisor of the applicable
Underlying Asset (which is Van Eck Associates Corporation ("Van Eck") for the VanEck VectorsTM Gold Miners ETF and SSgA Funds
Management, Inc. ("SSFM") for the SPDR® S&P® Oil & Gas Exploration & Production ETF) is responsible for calculating and
maintaining the applicable Underlying Asset. The sponsor and advisor of the applicable Underlying Asset can add, delete or substitute the
stocks held by the applicable Underlying Asset or make other methodological changes that could change the share price of the applicable
Underlying Asset at any time. If one or more of these events occurs, the calculation of the amount payable at maturity may be adjusted to
reflect such event or events. Consequently, any of these actions could adversely affect the amount payable at maturity and/or the market
value of the applicable notes.


P-7



·
We and our affiliates do not have any affiliation with the applicable investment advisor of the applicable Underlying Asset and
are not responsible for its public disclosure of information. -- The investment advisor of the applicable Underlying Asset advises the
applicable Underlying Asset on various matters including matters relating to the policies, maintenance and calculation of the applicable
Underlying Asset. We and our affiliates are not affiliated with the applicable investment advisor in any way and have no ability to control
or predict its actions, including any errors in or discontinuance of disclosure regarding its methods or policies relating to the applicable
Underlying Asset. The applicable investment advisor is not involved in the offerings of the notes in any way and has no obligation to
consider your interests as an owner of the notes in taking any actions relating to the applicable Underlying Asset that might affect the
value of the notes. Neither we nor any of our affiliates has independently verified the adequacy or accuracy of the information about the
applicable investment advisor or the applicable Underlying Asset contained in any public disclosure of information. You, as an investor in
the notes, should make your own investigation into the applicable Underlying Asset.
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·
The correlation between the performance of the applicable Underlying Asset and the performance of the applicable Underlying
Index may be imperfect. -- The performance of the applicable Underlying Asset is linked principally to the performance of the
applicable Underlying Index. However, because of the potential discrepancies identified in more detail in the product supplement, the
return on the applicable Underlying Asset may correlate imperfectly with the return on the applicable Underlying Index.

·
The applicable Underlying Asset is subject to management risks. -- The applicable Underlying Asset is subject to management risk,
which is the risk that the applicable investment advisor's investment strategy, the implementation of which is subject to a number of
constraints, may not produce the intended results. For example, the applicable investment advisor may invest a portion of the applicable
Underlying Asset's assets in securities not included in the relevant industry or sector but which the applicable investment advisor believes
will help the applicable Underlying Asset track the relevant industry or sector.

·
Lack of liquidity. -- The notes will not be listed on any securities exchange. BMOCM may offer to purchase the notes in the secondary
market, but is not required to do so. Even if there is a secondary market, it may not provide enough liquidity to allow you to trade or sell
the notes easily. Because other dealers are not likely to make a secondary market for the notes, the price at which you may be able to trade
the notes is likely to depend on the price, if any, at which BMOCM is willing to buy the notes.

·
Hedging and trading activities. -- We or any of our affiliates may have carried out or may carry out hedging activities related to the
notes, including purchasing or selling shares of an Underlying Asset or securities held by the applicable Underlying Asset, or futures or
options relating to the applicable Underlying Asset, or other derivative instruments with returns linked or related to changes in the
performance of the applicable Underlying Asset. We or our affiliates may also engage in trading of shares of the applicable Underlying
Asset or securities held by the applicable Underlying Asset from time to time. Any of these hedging or trading activities on or prior to the
Pricing Date and during the term of the notes could adversely affect our payment to you at maturity.

·
Many economic and market factors will influence the value of the notes. -- In addition to the price of each Underlying Asset and
interest rates on any trading day, the value of the notes will be affected by a number of economic and market factors that may either offset
or magnify each other, and which are described in more detail in the product supplement.

·
You must rely on your own evaluation of the merits of an investment linked to the Underlying Assets. -- In the ordinary course of
their businesses, our affiliates from time to time may express views on expected movements in the prices of the Underlying Assets or the
prices of the securities held by the Underlying Assets. One or more of our affiliates have published, and in the future may publish,
research reports that express views on the Underlying Assets or these securities. However, these views are subject to change from time to
time. Moreover, other professionals who deal in the markets relating to the Underlying Assets at any time may have significantly different
views from those of our affiliates. You are encouraged to derive information concerning the Underlying Assets from multiple sources, and
you should not rely on the views expressed by our affiliates.

Neither the offering of the notes nor any views which our affiliates from time to time may express in the ordinary course of their
businesses constitutes a recommendation as to the merits of an investment in the notes.

·
Significant aspects of the tax treatment of the notes are uncertain. -- The tax treatment of the notes is uncertain. We do not plan to
request a ruling from the Internal Revenue Service or from any Canadian authorities regarding the tax treatment of the notes, and the
Internal Revenue Service or a court may not agree with the tax treatment described in this pricing supplement.


P-8



The Internal Revenue Service has released a notice that may affect the taxation of holders of "prepaid forward contracts" and similar
instruments. According to the notice, the Internal Revenue Service and the U.S. Treasury are actively considering whether the holder of
such instruments should be required to accrue ordinary income on a current basis. While it is not clear whether the notes would be
viewed as similar to such instruments, it is possible that any future guidance could materially and adversely affect the tax consequences of
an investment in the notes, possibly with retroactive effect.

Please read carefully the section entitled "Supplemental U.S. Federal Income Tax Considerations" in this pricing supplement, the section
entitled "United States Federal Income Taxation" in the accompanying prospectus and the section entitled "Certain Income Tax
Consequences" in the accompanying prospectus supplement. You should consult your tax advisor about your own tax situation.

Additional Risks Relating to the SPDR® S&P® Oil & Gas Exploration & Production ETF

®
®
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·
The stocks included in the Underlying Index of SPDR S&P Oil & Gas Exploration & Production ETF are concentrated in one
sector. -- All of the stocks included in the applicable Underlying Index are issued by companies in the oil and gas exploration and
production sector. As a result, the stocks that will determine the performance of the applicable Underlying Index, which the applicable
Underlying Asset seeks to replicate, are concentrated in one sector. Although an investment in the notes will not give holders any
ownership or other direct interests in the stocks comprising the applicable Underlying Index, the return on an investment in the notes will
be subject to certain risks associated with a direct equity investment in companies in the oil and gas exploration and production sector.
Accordingly, by investing in the notes, you will not benefit from the diversification which could result from an investment linked to
companies that operate in multiple sectors.

The issuers of the stocks held by the applicable Underlying Asset and included in the applicable Underlying Index develop and produce,
among other things, crude oil and natural gas, and provide, among other things, drilling services and other services related to oil and gas
production and distribution. Stock prices for these types of companies are affected by supply and demand both for their specific product
or service and for oil and gas products in general. The price of oil and gas, exploration and production spending, government regulation,
world events and economic conditions will likewise affect the performance of these companies. Correspondingly, the stocks of companies
in this sector are subject to swift price fluctuations caused by events relating to international politics, energy conservation, the success of
exploration projects and tax and other governmental regulatory policies. Weak demand for the companies' products or services or for oil
and gas products and services in general, as well as negative developments in these other areas, would adversely impact the value of the
stocks held by the applicable Underlying Asset and included in the applicable Underlying Index, the market price of the applicable
Underlying Asset, and the value of the notes.

Additional Risks Relating to the VanEck VectorsTM Gold Miners ETF

·
The holdings of the VanEck VectorsTM Gold Miners ETF are concentrated in the gold and silver mining industries. -- All or
substantially all of the equity securities held by the GDX are issued by gold or silver mining companies. An investment in the notes will
be exposed to risks in the gold and silver mining industries. As a result of being linked to a single industry or sector, the notes may have
increased volatility as the share price of the GDX may be more susceptible to adverse factors that affect that industry or sector.
Competitive pressures may have a significant effect on the financial condition of companies in these industries.


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In addition, these companies are highly dependent on the price of gold or silver, as applicable. These prices fluctuate widely and may be
affected by numerous factors. Factors affecting gold prices include economic factors, including, among other things, the structure of and
confidence in the global monetary system, expectations of the future rate of inflation, the relative strength of, and confidence in, the U.S.
dollar (the currency in which the price of gold is generally quoted), interest rates and gold borrowing and lending rates, and global or
regional economic, financial, political, regulatory, judicial or other events. Gold prices may also be affected by industry factors such as
industrial and jewelry demand, lending, sales and purchases of gold by the official sector, including central banks and other governmental
agencies and multilateral institutions which hold gold, levels of gold production and production costs, and short-term changes in supply
and demand because of trading activities in the gold market. Factors affecting silver prices include general economic trends, technical
developments, substitution issues and regulation, as well as specific factors including industrial and jewelry demand, expectations with
respect to the rate of inflation, the relative strength of the U.S. dollar (the currency in which the price of silver is generally quoted) and
other currencies, interest rates, central bank sales, forward sales by producers, global or regional political or economic events, and
production costs and disruptions in major silver producing countries such as Mexico and Peru. The supply of silver consists of a
combination of new mine production and existing stocks of bullion and fabricated silver held by governments, public and private financial
institutions, industrial organizations and private individuals. In addition, the price of silver has on occasion been subject to very rapid
short-term changes due to speculative activities. From time to time, above-ground inventories of silver may also influence the market.

·
Relationship to gold and silver bullion. -- The GDX invests in shares of gold and silver mining companies, but not in gold bullion or
silver bullion. The GDX may under- or over-perform gold bullion and/or silver bullion over the term of the notes.


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Examples of the Hypothetical Payment at Maturity for a $1,000 Investment in the Notes

The following table illustrates the hypothetical payments on a note at maturity, assuming that the notes are not automatically called. The
hypothetical payments are based on a $1,000 investment in the note, a hypothetical Initial Level of 100.00 for each Underlying Asset, the Trigger
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Level of 68.50 for each Underlying Asset (68.50% of its hypothetical Initial Level), a hypothetical Call Level of 100 for each Underlying Asset
(100% of its hypothetical Initial Level), a range of hypothetical Final Levels of the Lesser Performing Underlying Asset and the effect on the
payment at maturity.

The hypothetical examples shown below are intended to help you understand the terms of the notes. If the notes are not automatically
called, the actual cash amount that you will receive at maturity will depend upon whether the Final Level of any Underlying Asset is below its
Trigger Level on the Valuation Date. If the notes are automatically called prior to maturity, the hypothetical examples below will not be relevant,
and you will receive on the applicable Call Settlement Date, for each $1,000 principal amount, the principal amount plus the applicable interest
payment, if payable.

Your total return on the notes will also depend on the number of quarterly periods in which interest is payable, as set forth above.

Hypothetical Final
Hypothetical Final Level of the
Payment at Maturity
Level of the
Lesser Performing Underlying
(Excluding Any Conditional
Lesser Performing
Asset Expressed as a Percentage of
Interest Payment)
Underlying Asset
the Initial Level
150.00
150.00%
$1,000.00
125.00
125.00%
$1,000.00
110.00
110.00%
$1,000.00
100.00
100.00%
$1,000.00
90.00
90.00%
$1,000.00
85.00
85.00%
$1,000.00
75.00
75.00%
$1,000.00
70.00
70.00%
$1,000.00
68.50
68.50%
$1,000.00
60.00
60.00%
$600.00
50.00
50.00%
$500.00
25.00
25.00%
$250.00
0.00
0.00%
$0.00


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Supplemental U.S. Federal Income Tax Considerations

The following, together with the discussion of U.S. federal income taxation in the accompanying prospectus and prospectus supplement,
is a general description of the material U.S. tax considerations relating to the notes. It does not purport to be a complete analysis of all tax
considerations relating to the notes. Prospective purchasers of the notes should consult their tax advisors as to the consequences under the tax
laws of the country of which they are resident for tax purposes and the tax laws of Canada and the U.S. of acquiring, holding and disposing of the
notes and receiving payments under the notes. This summary is based upon the law as in effect on the date of this pricing supplement and is subject
to any change in law that may take effect after such date.

The following section supplements the discussion of U.S. federal income taxation in the accompanying prospectus and prospectus
supplement with respect to United States holders (as defined in the accompanying prospectus). It applies only to those holders who are not
excluded from the discussion of U.S. federal income taxation in the accompanying prospectus. It does not apply to holders subject to special rules
including holders subject to Section 451(b) of the Code. In addition, the discussion below assumes that an investor in the notes will be subject to a
significant risk that it will lose a significant amount of its investment in the notes. Bank of Montreal intends to treat conditional interest payments
with respect to the notes as U.S. source income for U.S. federal income tax purposes.

You should consult your tax advisor concerning the U.S. federal income tax and other tax consequences of your investment in the notes in
your particular circumstances, including the application of state, local or other tax laws and the possible effects of changes in federal or other tax
laws.

NO STATUTORY, JUDICIAL OR ADMINISTRATIVE AUTHORITY DIRECTLY DISCUSSES HOW THE NOTES SHOULD BE
TREATED FOR U.S. FEDERAL INCOME TAX PURPOSES. AS A RESULT, THE U.S. FEDERAL INCOME TAX CONSEQUENCES OF
AN INVESTMENT IN THE NOTES ARE UNCERTAIN. BECAUSE OF THE UNCERTAINTY, YOU SHOULD CONSULT YOUR TAX
ADVISOR IN DETERMINING THE U.S. FEDERAL INCOME TAX AND OTHER TAX CONSEQUENCES OF YOUR INVESTMENT IN
THE NOTES, INCLUDING THE APPLICATION OF STATE, LOCAL OR OTHER TAX LAWS AND THE POSSIBLE EFFECTS OF
CHANGES IN FEDERAL OR OTHER TAX LAWS.
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We will not attempt to ascertain whether either Underlying Asset or any of the entities whose stock is owned by either Underlying Asset
would be treated as a "passive foreign investment company" within the meaning of Section 1297 of the Code or a "U.S. real property holding
corporation" within the meaning of Section 897 of the Code. If either Underlying Asset or any of the entities whose stock is owned by either
Underlying Asset were so treated, certain adverse U.S. federal income tax consequences could possibly apply. You should refer to any available
information filed with the SEC by the Underlying Assets and the entities whose stock is owned by the Underlying Assets and consult your tax
advisor regarding the possible consequences to you in this regard.

In the opinion of our counsel, Morrison & Foerster LLP, it would generally be reasonable to treat a note with terms described in this
pricing supplement as a pre-paid cash-settled contingent income-bearing derivative contract in respect of the Underlying Assets for U.S. federal
income tax purposes, and the terms of the notes require a holder and us (in the absence of a change in law or an administrative or judicial ruling to
the contrary) to treat the notes for all tax purposes in accordance with such characterization. Although the U.S. federal income tax treatment of the
conditional interest payments is uncertain, we intend to take the position, and the following discussion assumes, that such conditional interest
payments (including any interest payment on or with respect to the maturity date) constitute taxable ordinary income to a United States holder at
the time received or accrued in accordance with the holder's regular method of accounting. If the notes are treated as described above, it would be
reasonable for a United States holder to take the position that it will recognize capital gain or loss upon the sale or maturity of the notes in an
amount equal to the difference between the amount a United States holder receives at such time (other than amounts properly attributable to any
interest payments, which would be treated, as described above, as ordinary income) and the United States holder's tax basis in the notes. In general,
a United States holder's tax basis in the notes will be equal to the price the holder paid for the notes. Capital gain recognized by an individual
United States holder is generally taxed at ordinary income rates where the property is held for one year or less. The deductibility of capital losses
is subject to limitations.


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Alternative Treatments

Alternative tax treatments of the notes are also possible and the Internal Revenue Service might assert that a treatment other than that
described above is more appropriate. For example, it would be possible to treat the notes, and the Internal Revenue Service might assert that the
notes should be treated, as a single debt instrument. If the notes are so treated, a United States holder would generally be required to accrue interest
currently over the term of the notes irrespective of the conditional interest payments, if any, paid on the notes. In addition, any gain a United States
holder might recognize upon the sale or maturity of the notes would be ordinary income and any loss recognized by a holder at such time would be
ordinary loss to the extent of interest that same holder included in income in the current or previous taxable years in respect of the notes, and
thereafter, would be capital loss.

Because of the absence of authority regarding the appropriate tax characterization of the notes, it is also possible that the Internal Revenue
Service could seek to characterize the notes in a manner that results in other tax consequences that are different from those described above.

The Internal Revenue Service has released a notice that may affect the taxation of holders of the notes. According to the notice, the
Internal Revenue Service and the Treasury Department are actively considering whether the holder of an instrument such as the notes should be
required to accrue ordinary income on a current basis irrespective of any interest payments, and they sought taxpayer comments on the subject. It is
not possible to determine what guidance they will ultimately issue, if any. It is possible, however, that under such guidance, holders of the notes
will ultimately be required to accrue income currently and this could be applied on a retroactive basis. The Internal Revenue Service and the
Treasury Department are also considering other relevant issues, including whether additional gain or loss from such instruments should be treated
as ordinary or capital and whether the special "constructive ownership rules" of Section 1260 of the Code might be applied to such instruments.
Holders are urged to consult their tax advisors concerning the significance, and the potential impact, of the above considerations. We intend to treat
the notes for U.S. federal income tax purposes in accordance with the treatment described in this pricing supplement unless and until such time as
the Treasury Department and Internal Revenue Service determine that some other treatment is more appropriate.

Backup Withholding and Information Reporting

Please see the discussion under "United States Federal Income Taxation--Other Considerations--Backup Withholding and Information
Reporting" in the accompanying prospectus for a description of the applicability of the backup withholding and information reporting rules to
payments made on your notes.

Non-United States Holders

The following discussion applies to non-United States holders of the notes. A non-United States holder is a beneficial owner of a note
that, for U.S. federal income tax purposes, is a non-resident alien individual, a foreign corporation, or a foreign estate or trust.
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